0000894189-23-007553 Sample Contracts

HOTCHKIS AND WILEY FUNDS FORM OF INVESTMENT ADVISORY AGREEMENT HW Opportunities MP Fund
Investment Advisory Agreement • October 6th, 2023 • Hotchkis & Wiley Funds /De/ • Delaware

THIS INVESTMENT ADVISORY AGREEMENT is made as of the ___ day of, ___, 2023, by and between HOTCHKIS AND WILEY FUNDS, a Delaware statutory trust (the “Trust”), on behalf of its HW Opportunities MP Fund series (the “Fund”) and HOTCHKIS AND WILEY CAPITAL MANAGEMENT, LLC, a Delaware limited liability company (the “Advisor”).

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HOTCHKIS AND WILEY FUNDS FORM OF OPERATING EXPENSE LIMITATION AGREEMENT
Operating Expense Limitation Agreement • October 6th, 2023 • Hotchkis & Wiley Funds /De/ • Delaware

THIS OPERATING EXPENSE LIMITATION AGREEMENT (the “Agreement”) is effective as of the [ ] day of [ ], 2023 by and between HOTCHKIS AND WILEY FUNDS, a Delaware statutory trust (the “Trust”), on behalf of its series listed in Appendix A below (the, “Fund”), and HOTCHKIS AND WILEY CAPITAL MANAGEMENT, LLC, a Delaware limited liability company (the “Advisor”).

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HOTCHKIS & WILEY FUNDS FORM OF FIRST AMENDMENT TO THE DISTRIBUTION AGREEMENT
Distribution Agreement • October 6th, 2023 • Hotchkis & Wiley Funds /De/

THIS FIRST AMENDMENT dated as of the [•] day of [•], 2023, to the Distribution Agreement, dated as of September 30, 2021, (the “Agreement”), is entered into by and among HOTCHKIS & WILEY FUNDS, a Delaware statutory trust (the “Trust”), HOTCHKIS & WILEY CAPITAL MANAGEMENT, LLC, a Delaware limited liability company (the “Advisor”) and QUASAR DISTRIBUTORS, LLC, a Delaware limited liability company (the “Distributor”).

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HOTCHKIS & WILEY FUNDS AMENDMENT TO THE AMENDED AND RESTATED FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • October 6th, 2023 • Hotchkis & Wiley Funds /De/

THIS AMENDMENT, effective as of December 16, 2023, to the Amended and Restated Fund Accounting Servicing Agreement, dated as of October 1, 2018, as amended (the "Fund Accounting Agreement"), is entered into by and between HOTCHKIS & WILEY FUNDS, a Delaware statutory trust (the "Trust") and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company ("USBFS").

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HOTCHKIS & WILEY FUNDS AMENDMENT TO THE AMENDED AND RESTATED FUND ADMINISTRATION SERVICING AGREEMENT
Fund Administration Servicing Agreement • October 6th, 2023 • Hotchkis & Wiley Funds /De/

THIS AMENDMENT, effective as of December 16, 2023, to the Amended and Restated Fund Administration Servicing Agreement, dated as of October 1, 2018, as amended (the "Fund Administration Agreement"), is entered into by and between HOTCHKIS & WILEY FUNDS, a Delaware statutory trust (the "Trust") and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company ("USBFS").

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HOTCHKIS & WILEY FUNDS AMENDMENT TO THE AMENDED AND RESTATED TRANSFER AGENT SERVICING AGREEMENT
Transfer Agent Servicing Agreement • October 6th, 2023 • Hotchkis & Wiley Funds /De/

THIS AMENDMENT, effective as of December 16, 2023, to the Amended and Restated Transfer Agent Servicing Agreement, dated as of October 1, 2018 (the "Transfer Agent Agreement"), is entered into by and between HOTCHKIS & WILEY FUNDS, a Delaware statutory trust (the "Trust") and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company ("USBFS").

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